SIMTEK CORP
8-K, 1999-02-23
SEMICONDUCTORS & RELATED DEVICES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K


               Current Report Pursuant to Section 13 or 15 (d) of
                           The Securities Act of 1934


       Date of Report (Date of earliest event reported) February 22, 1999





                               SIMTEK CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)




   Colorado                          0-19027                    84-1057605
- --------------------------------------------------------------------------------
(State or other                    (Commission               (I.R.S. Employer
jurisdiction                       File Number)              Identification No.)
of incorporation)



                      1465 Kelly Johnson Boulevard
                       Colorado Springs, Colorado               80920
                ----------------------------------------       --------
                (Address of principal executive offices)       Zip Code

                                                  
Registrant's telephone, including area code:  (719) 531-9444

                                 Not applicable
          -----------------------------------------------------------
          Former name or former address, if changed since last report

<PAGE>

Item 5: Other Information:

     (1) The press release announcing financial results for 1998, dated February
19, 1999 was released by the Registrant:

                        SIMTEK ANNOUNCES FINANCIAL RESULTS
                                     FOR 1998

     COLORADO  SPRINGS,  Colorado -  February  19,  1999 -- Simtek  Corporation,
provider  of  the  world's  fastest  re-programmable  nonvolatile  semiconductor
memories,  announced  preliminary  financial results (pending  completion of its
annual  audit) for the fourth  quarter and year ending  December 31,  1998.  The
company  posted a net loss of $32,911  for the fourth  quarter of 1998 and a net
profit of $162,781 for the year,  compared with a net profit of $425,182 for the
fourth  quarter of 1997 and a net profit of $788,618 for the year.  Revenues for
the fourth quarter were $1,374,511, down from $1,747,889 for the same quarter in
1997, reflecting lower demand for semiconductor memories, primarily in Japan and
other areas of the Far East. Net revenues  totaled  $6,180,550 for 1998 compared
to $6,632,186 for 1997.

       "The second  half of 1998 was  disappointing  for many memory  integrated
    circuit suppliers, especially due to the impact that the struggling far east
    economy had on product demand." stated Douglas Mitchell,  Simtek's president
    and CEO.  "Reduced  systems  demand and excess  manufacturing  capacity  put
    additional pressure on most of the industry,  including Simtek.  During this
    period,  Simtek concentrated on working with customers on new system designs
    as well as  developing  new  products  for the year ahead.  We believe  that
    during the first half of 1999 our market  segment  will recover and begin to
    fill pent-up demand created in 1998."

       "We are also looking  forward to  penetrating  the real-time  clock (RTC)
    market in 1999 with  Simtek's new family of capacitor  powered  RTCs.  These
    devices will provide the data security  advantages of our nvSRAM  technology
    with a  unique  low-power  clock  oscillator.  Simtek's  RTCs  will  offer a
    superior  solution  than  has  been  previously  available  to the  market,"
    continued Mr. Mitchell. "Simtek is now really concentrating on expanding its
    opportunity base in the industrial control and office automation markets."


<PAGE>


     Simtek's  financial  results for 1998 were  depressed in the second half of
the year but still  performed  well compared to other  companies in their market
sector.
<TABLE>
<CAPTION>
    FINANCIAL RESULTS
                                          Three Months ended Dec 31            Year ended Dec 31
                                            1998             1997            1998             1997
                                            ----             ----            ----             ----
<S>                                      <C>             <C>              <C>             <C>
Net Sales                                $1,374,511      $1,747,889       $6,180,550      $6,632,186

Cost of Goods Sold                          810,236         848,471        3,477,861       3,676,432

Gross Margin                                564,275         899,418        2,702,689       2,955,754

Total selling, general and                  612,628         486,118        2,553,470       2,225,179
Administrative expenses

Net Income and Comprehensive                (32,911)        425,182          162,781         788,618
Income

Basic and diluted Earnings per Share           0.00            0.01             0.01            0.03

Dilutive Shares Outstanding              29,270,314      30,834,509       30,250,334      30,689,562
</TABLE>

     Simtek  Corporation  develops,  produces  and markets  the world's  fastest
re-programmable  nonvolatile  semiconductor  memories.   Information  on  Simtek
products   can  be   obtained   from  its  web  page:   www.simtek.com;   email:
[email protected];  by calling (719) 531-9444; or fax (719) 531-9481.  The company
is headquartered in Colorado Springs,  Colorado,  with  international  sales and
marketing channels. Simtek is listed under the symbol SRAM on the OTC Electronic
Bulletin Board.

<PAGE>
                                    SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned and hereunto duly authorized.

                                              SIMTEK CORPORATION


February 22, 1999                             By: /s/Douglas Mitchell
                                                 -------------------------------
                                                  DOUGLAS MITCHELL
                                                  Chief Executive Officer









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